AMERICAN TOWER CORP /MA/ — Director's Dealing 2014

Mar 12, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN TOWER CORP /MA/ (AMT)
CIK: 0001053507
Period of Report: 2014-03-10

Reporting Person: TAICLET JAMES D JR (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-10	Common Stock	M	11888	—	Acquired	11888	Direct
2014-03-10	Common Stock	F	5606	$81.18	Disposed	6282	Direct
2014-03-10	Common Stock	M	14770	—	Acquired	21052	Direct
2014-03-10	Common Stock	F	6965	$81.18	Disposed	14087	Direct
2014-03-11	Common Stock	M	14630	—	Acquired	28717	Direct
2014-03-11	Common Stock	F	6794	$81.70	Disposed	21923	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-10	Restricted Stock Units	$	M	11888	Disposed		Common Stock (11888)	Direct
2014-03-10	Restricted Stock Units	$	M	14770	Disposed		Common Stock (14770)	Direct
2014-03-11	Restricted Stock Units	$	M	14630	Disposed		Common Stock (14630)	Direct
2014-03-10	Option to Purchase Common Stock	$81.18	A	303235	Acquired	2024-03-10	Common Stock (303235)	Direct
2014-03-10	Restricted Stock Units	$	A	55433	Acquired		Common Stock (55433)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1630	Indirect
Common Stock	100041	Indirect

Footnotes

F1: The reporting person disclaims beneficial ownership in shares owned by minor children.

F2: 100,041 shares were previously reported as directly beneficially owned. These shares were contributed to a grantor retained annuity trust ("GRAT") on December 20, 2013.

F3: Each Restricted Stock Unit (RSU) respresents a contingent right to receive one share of Common Stock.

F4: This RSU was granted on March 10, 2010 pursuant to the 2007 Equity Incentive Plan, and vests in 25% cumulative annual increments beginning March 10, 2011. This Form 4 reflects the vesting of this RSU on March 10, 2014 as to 100% of the original grant amount.

F5: This RSU was granted on March 10, 2011 pursuant to the 2007 Equity Incentive Plan, and vests in 25% cumulative annual increments beginning March 10, 2012. This Form 4 reflects the vesting of this RSU on March 10, 2014 as to 75% of the original grant amount.

F6: This RSU was granted on March 11, 2013 pursuant to the 2007 Equity Incentive Plan, and vests in 25% cumulative annual increments beginning March 11, 2014. This Form 4 reflects the vesting of this RSU on March 11, 2014 as to 25% of the original grant amount.

F7: This option was granted on March 10, 2014 pursuant to the 2007 Equity Incentive Plan and is exercisable in 25% cumulative annual increments beginning March 10, 2015.

F8: This RSU was granted on March 10, 2014 pursuant to the 2007 Equity Incentive Plan and vests in 25% cumulative annual increments beginning March 10, 2015.